Common use of Deemed Approval Clause in Contracts

Deemed Approval. If (w) Tenant requests Landlord's approval of a proposed Transfer as provided in Section 17.4 hereof, (x) Landlord fails to respond to Tenant's request within thirty (30) days after the date that Tenant gives Landlord notice thereof, (y) Tenant gives Landlord an additional notice, which provides in bold and capital letters that "LANDLORD'S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE (5) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being referred to herein as an "Additional Request Notice") and (z) Landlord fails to respond to Tenant's request within five (5) Business Days after the date that Tenant gives the Additional Request Notice to Landlord, then Landlord shall be deemed to have approved Tenant's aforesaid request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to Tenant.

Deemed Approval. If With respect to any matter for which Borrower has a consent or approval right under the Collaterally Assigned Loan Documents (wincluding, without limitation, any matter requested by Fee Owner relating to the Collaterally Assigned Loan), with respect to such matter, to the extent that Agent has a consent or approval right with respect to such matter pursuant to the terms hereof, Agent’s approval shall be deemed given with respect to such matter if: (a) Tenant requests Landlord's Borrower shall have sent Agent a written request for approval of a proposed Transfer as provided with respect to such matter in Section 17.4 accordance with the applicable terms and conditions hereof, (xb) Landlord fails Agent shall have failed to respond either approve or deny such request, or request any information and/or documentation relating to Tenant's such request as may be reasonably required in order to approve or disapprove such matter within thirty seven (307) days after Business Days of receipt of the date that Tenant gives Landlord foregoing initial notice thereof(or within seven (7) Business Days of Agent’s receipt of such requested information and/or documentation, whichever is later), (yc) Tenant gives Landlord an additional noticeBorrower shall have submitted a second request for approval with respect to such matter in accordance with the applicable terms and conditions hereof, which provides second notice shall have been marked in bold and capital letters that "LANDLORD'S lettering with the following language: “AGENT’S RESPONSE IS REQUIRED WITHIN THREE (3) BUSINESS DAYS OF RECEIPT OF THIS NOTICE PURSUANT TO THE TERMS OF THE LOAN AGREEMENT BETWEEN THE UNDERSIGNED AND AGENT. AGENT’S FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE SUCH THREE (53) BUSINESS DAYS AFTER DAY PERIOD MAY RESULT IN AGENT’S APPROVAL OF THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE MATTERS DISCUSSED HEREIN BEING DEEMED GRANTED PURSUANT TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" THE LOAN AGREEMENT”, (any such d) Agent has not reasonably requested additional notice being referred to herein as an "Additional Request Notice") information and/or documentation that has not been received by Agent, and (ze) Landlord fails Agent shall have failed to respond to Tenant's such second notice with a disapproval or request for additional information and/or documentation within five such three (53) Business Days after the date that Tenant gives the Additional Request Notice to Landlord, then Landlord shall be deemed to have approved Tenant's aforesaid request for purposes of Section 17.4 hereof; provided, however, that (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (30) days after the date that Tenant gave to Landlord the corresponding initial request, (II) in no event shall Landlord be deemed to have consented to any Transfer that is otherwise expressly prohibited by the terms of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantDay period.

Deemed Approval. (i) If a party entitled to grant or deny its consent or approval (wthe “Consenting Party”) Tenant requests Landlord's approval of a proposed Transfer within the specified time period shall fail to do so, then, except as otherwise provided in Section 17.4 hereof20.2(c)(ii), and provided that the request for consent or approval (xand the envelope in which such request is transmitted to the extent permitted by the carrier) Landlord fails to respond to Tenant's request within thirty (30) days after bears the date that Tenant gives Landlord notice thereof, (y) Tenant gives Landlord an additional notice, which provides legend set forth below in bold and capital letters and in a type size not less than that "LANDLORD'S provided below, the matter for which such consent or approval is requested shall be deemed consented to or approved, as the case may be: “FAILURE TO RESPOND TO THIS ADDITIONAL NOTICE WITHIN FIVE REQUEST [FILL IN THE TIME PERIOD] PROVIDED IN THE DEVELOPMENT AGREEMENT BETWEEN PALM BEACH COUNTY, THE RELATED COMPANIES, L.P. AND (5DEVELOPER), SHALL CONSTITUTE AUTOMATIC APPROVAL OF THE MATTERS DESCRIBED HEREIN WITH RESPECT TO SECTION [FILL IN APPLICABLE SECTION] OF SUCH DEVELOPMENT AGREEMENT.” (ii) BUSINESS DAYS AFTER THE DATE THAT TENANT GIVES THIS PROPOSED TRANSFER NOTICE SHALL BE DEEMED TO BE LANDLORD'S CONSENT TO SUCH PROPOSED TRANSFER" (any such additional notice being Notwithstanding anything to the contrary contained in Section 20.2(c)(i), if the County shall still have an interest in this Agreement and the matter, other than a matter referred to herein in Section 20.2(c)(iii) below, to be consented to or approved requires the consideration of the County Commission, as an "Additional Request Notice") and applicable (z) Landlord fails whether pursuant to Requirements or the written opinion of the County Attorney), then such matter shall not be deemed approved or consented to unless County shall fail to respond to Tenant's Developer’s request within five (5) Business Days after by the date that Tenant gives the Additional Request Notice to Landlord, then Landlord shall be deemed to have approved Tenant's aforesaid request for purposes of Section 17.4 hereof; provided, however, that which is fifteen (I) Tenant shall not be permitted to give to Landlord an Additional Request Notice before the date that is thirty (3015) days after the date that Tenant gave to Landlord first regular meeting of the corresponding initial County Commission which occurs no earlier than ten (10) days following the receipt of such request (or second request, as applicable); but in any event not later than sixty (II60) days following such request (or second request), as applicable. (iii) County hereby agrees, for so long as the County shall have an interest in no event this Agreement that, subject to Requirements, the County Administrator, or his designee, as applicable, shall Landlord be deemed authorized to have consented grant consents or approvals on behalf of the County, as applicable, with respect to any Transfer that is otherwise expressly prohibited by the terms Section 2.1(c) and Article 3 of this Lease and (III) the Transferor and each other Permitted Party (if any) whose interest is superior to the interest of the Transferor, and the Transferee, each executes and delivers to Landlord the Consent promptly following delivery thereof to TenantAgreement.